As filed with the Securities and Exchange Commission on March 19, 2026 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EPWK HOLDINGS LTD. (Exact name of registrant as specified in its charter) Cayman Islands 7389 N/A (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Identification Number) Cogency Global Inc. 122 ...

Core Insights - The article emphasizes the importance of trust in online transactions and introduces the "Integrity Guardian" system by Yipin Weike platform as a solution to establish and maintain trust in digital collaborations [1][12] Group 1: Integrity Guardian System - The Integrity Guardian is a service guarantee product launched by Yipin Weike to ensure smooth transactions and protect the rights of employers and service providers [2] - Service providers can participate in the Integrity Guardian program by paying a deposit ranging from ¥3,000 to ¥30,000, which is refundable, and committing to three guarantees: completion, originality, and after-sales service [2][4] - The three guarantees aim to enhance project efficiency, protect intellectual property, and ensure ongoing support, thereby reducing decision-making risks and selection costs for employers [4] Group 2: Benefits of Integrity Guardian - The Integrity Guardian badge serves as a mark of professionalism, indicating that service providers adhere to higher standards and accept joint supervision from the platform and the market [5] - The system has attracted numerous high-quality service providers who demonstrate the power of integrity through their actions [5] - The implementation of the Integrity Guardian system is expected to lower decision costs, control project risks, and enhance collaboration experiences for employers while helping service providers increase brand visibility and establish long-term client relationships [12] Group 3: Case Studies - Beijing-based Daqiao Design joined the Integrity Guardian program in August 2024, focusing on high-quality digital content solutions, aligning their commitment to the three guarantees with their customer-centric philosophy [7] - Guangzhou Guangxun Digital Technology Co., Ltd., a high-tech enterprise, entered the platform in February 2025 and emphasizes technological innovation, providing tailored services with a full-cycle trustworthy service process [9] - Yinghui Liuguang Design Studio, also from Guangzhou, joined the Integrity Guardian in March 2025, specializing in product design and emphasizing originality as a key to gaining client trust [10]

Financial Performance - Total net revenue for the year ended June 30, 2025, was $27,841,607, an increase from $20,215,245 in 2024, representing a growth of approximately 37.5%[506] - The company reported a net loss of $765,653 for the year ended June 30, 2025, compared to a net loss of $1,200,039 in 2024, indicating an improvement in financial performance[506] - The total assets as of June 30, 2025, were $4,110,737, a decrease from $4,511,386 in 2024, while total liabilities increased to $12,183,945 from $11,709,424[506] - Contract liabilities as of June 30, 2025, were $2,384,192, an increase from $2,225,461 in 2024, reflecting growth in unsatisfied performance obligations[521] Business Operations - The company enabled approximately $180 million of gross merchandise volume (GMV) across 521,500 projects in the first half of 2025, compared to $348 million across 0.99 million projects in 2024[500] - The company maintained an annual growth rate of about 30% since 2015, with a decline to 1.64% during the first half of 2025, reflecting challenges in user growth[494] - As of June 30, 2025, variable interest entities accounted for 34.01% of total assets and 99.95% of total liabilities, highlighting significant reliance on this structure[506] Strategic Initiatives - The company plans to enhance its artificial intelligence and big data technology capabilities to improve user experience and service offerings[497] - The company aims to selectively pursue acquisition and investment opportunities to integrate and refine its services, including local office sharing brands[504] - The company has a research and development team of 14 staff focused on improving the online marketplace and user matching accuracy[501] Revenue Recognition - The Company recognizes revenue from Premium Business Solutions upon customer acceptance, with service fees typically paid within one month after fulfillment[514] - Revenue from Online Promotion is recognized on a gross basis, with payments made in advance and amortized over the subscription period[516] - Value-Added Services revenue is recognized when the service has been rendered, with the Company acting as the primary obligor in contracts[517] - Shared office rental revenue is recognized on a straight-line basis over the lease term, regardless of actual cash receipts[518] - Digital marketing revenue is recognized when advertisements are posted, with service fees typically paid in advance[519] - The Company applies ASC 606 for revenue recognition, following a five-step process to determine revenue from contracts with customers[512] - The Company has not made any material changes to its accounting estimates or assumptions for the years ended June 30, 2025, and 2024[508] - The Company records revenue on a gross basis as it acts as a principal in its service offerings, assuming primary responsibility for the services rendered[515] - The Company has no material incremental costs of obtaining contracts with customers that need to be recognized as assets[522]

Core Insights - EPWK is launching a new creative physical goods marketplace called "EPWK Curated Goods," set to debut in January 2026, aimed at enhancing consumer experiences through substance and emotional connections [1][3] - The initiative marks EPWK's expansion from digital services into physical goods, leveraging its existing creative ecosystem to connect global design, manufacturing, and quality consumption [2][3] Business Model and Strategy - EPWK Curated Goods is positioned as the "Source of New Pragmatism Lifestyle," focusing on curated products that combine design, functionality, and emotional resonance, moving beyond traditional e-commerce models [3][4] - The platform will implement an "Ultra-fast and Lightweight" supply chain model, offering a one-stop solution for suppliers, which includes "1-Hour Quick Setup" and "Domestic Shipping, Global Fulfillment" [4][5] - A "Designer Collaboration Program" will facilitate the commercialization of original designs, creating a cycle that empowers products with design and supports creativity with sales [5][11] Recruitment and Partnerships - A global Creative Supply Chain Recruitment Plan is being initiated to attract high-quality suppliers and creative talents, with a focus on categories related to quality living [6][9] - Early partners will benefit from a tiered support policy, including commission waivers and advertising incentives, aimed at reducing startup costs and risks [7][8][10] Long-term Vision - EPWK Curated Goods aims to build a sustainable platform that fosters a "Creative Ecosystem Community," focusing on design value realization and cultural dialogue [11][12] - The platform will serve as a bridge for quality living aesthetics between East and West, promoting cultural understanding through curated themes [12][13] - This initiative is part of EPWK's broader strategy to create a "Global Creative Resource Router," enhancing the allocation of global creative resources and achieving sustainable transformation of creative value [13][14]

Core Insights - EPWK is advancing its global market expansion through three strategic segments: EPWK International, EPWK Curated Goods, and Enterprise AI Application Development, showcasing its operational capabilities and growth potential [2][25][29] Group 1: EPWK International - EPWK International launched its English version in June 2025, focusing on global creative services [4] - The platform targets regions with high demand for creative services, including Europe, America, and Southeast Asia, by forming partnerships with local enterprises and institutions [5] - A "Full-chain Safeguard Mechanism" is implemented to ensure fund security in cross-border transactions, utilizing an "Escrow First, Delivery Later" model [7][8] Group 2: Enterprise AI Application Development - EPWK is establishing a collaborative AI service ecosystem to support enterprise digital transformation [12] - The integration of the DeepSeek intelligent solution has led to the launch of the "EPWK AI Assistant," enhancing communication and matching efficiency for creative services [13] - The company aims to develop SaaS-based enterprise AI tools for SMEs, focusing on high-frequency scenarios like creative generation and marketing [17][18] Group 3: EPWK Curated Goods - EPWK is set to launch "EPWK Curated Goods," a creative physical product mall, emphasizing design, functionality, and emotional resonance [19][20] - The target demographic for "EPWK Curated Goods" includes urban life explorers aged 25-40, primarily in first- and second-tier cities [21] - The platform aims to balance affordability and quality, rejecting the extremes of cheapness and exclusivity found in other e-commerce platforms [22] Group 4: Strategic Synergy and Growth - The three segments create a synergistic growth model, enhancing core competitiveness and delivering sustainable returns [25][26] - The diversified revenue structure from these segments strengthens the company's resilience against market risks [28] - EPWK's strong technological foundation and strategic direction position it for growth in traditional and emerging markets, affirming its operational capabilities [29]

Core Viewpoint - Chinese concept stocks experienced significant declines, with several companies facing steep drops in their stock prices, indicating potential volatility in the market [1] Group 1: Stock Performance - Shangao Life Sciences saw a decline of 27.97%, closing at a price of 0.2521, with a drop of 0.0979 and a trading volume of 1203.48 thousand [1] - Julong Online dropped by 23.19%, ending at 3.280, with a decrease of 0.990 and a trading volume of 34.72 thousand [1] - Pupu Culture experienced an 18.57% decline, closing at 0.4329, down by 0.0987, with a trading volume of 92.86 thousand [1] - Yipin Weike fell by 17.86%, with a closing price of 1.380, a decrease of 0.300, and a trading volume of 71.23 thousand [1] - Huacheng Technology decreased by 17.44%, closing at 0.4080, down by 0.0862, with a trading volume of 11.61 thousand [1]

Core Insights - EPWK International is a global creative transaction platform that integrates various functions to create a closed-loop environment for creative service transactions, focusing on key markets like Europe, the U.S., and Southeast Asia [2][10] - The platform aims to build a "global creative resource router" to enhance the efficiency of global creative talent connections, driven by technological innovation and AI [2][19] - EPWK has achieved significant operational growth, completing 4.6 million projects with a Gross Merchandise Volume (GMV) exceeding $1.67 billion from 2019 to June 30, 2024, positioning itself among the top crowdsourcing platforms in China [5] Technological Foundation - EPWK has invested heavily in R&D since its founding in 2011, accumulating 179 copyrights and applying for 17 patents, with 9 granted, focusing on areas like talent recommendation and transaction matching [3][4] - The platform's personalized intelligent task recommendation engine addresses industry pain points such as inefficient supply-demand matching and the cold start problem for new users [4][6] Product Ecosystem - EPWK has developed a membership service system with a three-tier structure (Basic, VIP, SVIP) to enhance global connectivity and create an equitable online work community [10] - The "EPWK AI Assistant" integrates professional large language models to streamline the creative transaction process, addressing issues like vague requirement descriptions and cumbersome publishing procedures [11][12] Value Co-Creation - The platform's ultimate goal is to achieve value co-creation through a support system that enhances capabilities, acquires opportunities, and protects rights, enabling participants to find growth paths [13][18] - EPWK's model breaks geographical barriers, allowing SMEs to connect with high-quality talent globally, thus optimizing resource allocation [14][17] Future Directions - EPWK plans to deepen AI technology applications, focusing on developing AIGC content generation tools and SaaS-based enterprise AI solutions to lower technical barriers for users [12][19] - The company aims to continue evolving its "Global Creative Resource Router" strategy, fostering collaboration with global creative talent to enhance the efficiency of resource flow and value sharing [19]

Group 1 - The core point of the article highlights significant declines in the stock prices of several Chinese concept stocks, with notable drops in their trading volumes and market performance [1] Group 2 - KXIN (KXIN Auto) experienced a drastic decline of 62.36%, closing at 0.455 with a drop of 0.755 and a trading volume of 9.4727 million [1] - EPWK (Yipin Weike) saw a decrease of 38.10%, closing at 0.0403 with a drop of 0.0248 and a trading volume of 1.4236 million [1] - WXM (Shanyou International) fell by 22.02%, closing at 0.4600 with a drop of 0.1299 and a trading volume of 1.3871 million [1] - POM (Shiliu Yunyi) dropped by 20.80%, closing at 3.580 with a drop of 0.940 and a trading volume of 9.5167 million [1] - YGMZ (Mingzhu Freight) decreased by 17.76%, closing at 1.250 with a drop of 0.270 and a trading volume of 0.361 million [1]

Core Points - The company, EPWK Holdings Ltd., announced a share consolidation on a 40 for 1 ratio to regain compliance with Nasdaq Marketplace Rule 5550(a)(2) and maintain its listing on Nasdaq [2][4] - The effective date for the share consolidation is November 17, 2025, and the Class A ordinary shares will trade on a split-adjusted basis under the same symbol "EPWK" but with a new CUSIP number [2][3] - Following the consolidation, the authorized share capital will change significantly, reducing the number of Class A ordinary shares from approximately 144.5 million to about 3.6 million and Class B ordinary shares from approximately 3.6 million to about 88,900 [4] Company Overview - EPWK Holdings Ltd. connects businesses with talent through an innovative crowdsourcing platform, providing services for small and medium-sized enterprises [5] - The company was founded by Guohua Huang and operates through subsidiaries and contractual arrangements in China [5]

Core Viewpoint - EPWK Holdings Ltd. has received a delisting notification from Nasdaq due to its Class A ordinary share closing bid price being $0.10 or less for ten consecutive trading days, which violates Nasdaq Listing Rule 5810(c)(3)(A)(iii) [4][7]. Company Summary - The company was listed on Nasdaq on February 6, 2025, raising approximately $11.275 million during its IPO [9]. - As of October 28, 2025, the company's stock closed at $0.076, a significant decline of 98.15% from its IPO price of $4.10, resulting in a market capitalization of approximately $2.2944 million [9]. Delisting Process - The company has the right to appeal the staff's determination to a Hearing Panel by October 31, 2025. The appeal will stay the filing of Form 25-NSE pending the Panel's decision [9]. - The fee for the hearing request is $20,000, and the company has already submitted its request on October 28, 2025 [9].